Terms of Service

Article 1 (Application)

These Terms of Service (these “Terms”) set out the conditions for using “Invoi” (the “Service”), a service for creating invoices and other business documents provided by 2Blue Inc. (株式会社２Ｂｌｕｅ; “we” or “us”). They apply to every aspect of the relationship between us and users concerning the use of the Service.

Our Privacy Policy, pricing and any other conditions of use that we post in the Service or on the Service's website (https://invoi.jp; the “Website”) (together, the “Supplementary Rules”) form part of these Terms. If these Terms and the Supplementary Rules differ, the Supplementary Rules prevail unless they provide otherwise.

If you use the Service on behalf of a company or other organization, you represent that you are authorized to accept these Terms on its behalf, and that organization is also bound by these Terms.

Article 2 (Definitions)

In these Terms, the following words have the meanings below.

1. “User” or “you” means a person who has accepted these Terms, registered an account and uses the Service.
2. “Account” means each User's individual right to sign in to the Service.
3. “Business” means a sole proprietor, company or other organization registered in the Service as the issuer of documents.
4. “Member” means a User who belongs to a Business and can handle that Business's information in the Service.
5. “Documents” means quotes, invoices, delivery notes, receipts and other documents created with the Service.
6. “Clients” means the parties a User registers in the Service as addressees of Documents or in a similar capacity.
7. “AI Input” (AI 入力) means the feature of the Service that reads the contents of a Document, such as the Client, subject, dates, line items, prices, tax rates and whether withholding tax applies, from text (such as an e-mail, a chat or a quote) that a User pastes into “貼り付けて入力” (paste and fill in) on the Document editing screen.
8. “User Data” means information that a User enters, uploads or sends through the Service (including Business details, bank accounts, Clients, items, Documents, payment records, logo and seal images, and text pasted for AI Input), and the PDF, CSV and other data the Service produces from it.
9. “Plans” means the Free Plan, the Basic Plan and the Premium Plan set out in Article 5, and “Paid Plans” means the Basic Plan and the Premium Plan, which are used for a fee.
10. “Agreement” means the contract for the use of the Service formed between us and a User on the terms of these Terms.

Article 3 (Registration and accounts)

To use the Service, you must accept these Terms and the Privacy Policy and register an account, either by authenticating with a Google account or with a confirmation code sent to your e-mail address. The Agreement between us and you is formed when registration is complete.

We may decline a registration, or cancel it after it has been made, if we determine that any of the following applies to the applicant:

1. the registration details are false, mistaken or incomplete;
2. the applicant has breached these Terms in the past;
3. the applicant is, or has a relationship with, an anti-social force (as defined in Article 18); or
4. we otherwise reasonably judge the registration to be inappropriate.

You are responsible for managing your account and the Google account or e-mail address you use to sign in, and you must not let anyone else use your account.

If you learn that your account may have been used by someone else without permission, you must notify us immediately and follow our instructions.

A minor may use the Service only with the consent of a legal guardian.

You must provide, at your own cost and responsibility, the devices, network connection and other environment needed to use the Service.

Article 4 (Businesses and Members)

You can register a Business in the Service, and the User who registers a Business becomes its Owner. One User can register several Businesses and belong to several Businesses.

An Owner or Admin can invite others to a Business by creating an invitation for the invitee's e-mail address. The invitee becomes a Member of the Business by registering an account with that e-mail address and accepting the invitation.

Each Member has one of the following roles:

• “Owner” (オーナー): the Member who registered the Business. The Owner can change the Business's settings and manage Members, and is responsible for applying for, changing and cancelling Paid Plans and for paying fees.
• “Admin” (管理者): can change the Business's settings and manage Members.
• “Member” (メンバー): can handle Documents, Clients and items, but cannot change the Business's settings or manage Members.

In relation to us, anything a Member does in the Service is treated as an act of the Business to which the Member belongs. The Owner shall ensure that Members comply with these Terms.

Members of a Business can see the names, e-mail addresses, roles and activity records of the other Members of the same Business.

Article 5 (Plans, fees and payment)

The Service has the following Plans. Plans apply per Business, and a newly registered Business is on the Free Plan. Prices are per Business and include consumption tax (amounts before tax in parentheses), and the yearly price is the price of ten months. On every Plan, there is no limit on the number of Members and no additional charge based on the number of Members.

• Free Plan: free of charge. You can use the Service's basic features, such as creating and issuing quotes, invoices, delivery notes and receipts, downloading Documents as PDFs, printing them and sharing them by share link, recording payments, creating Documents in Japanese, English and Chinese, and choosing Document designs. Advertising is shown in the Service as set out in Article 6.
• Basic Plan: ¥550 per month (¥500 before tax) if paid monthly, or ¥5,500 per year (¥5,000 before tax) if paid yearly. You can use all the features of the Free Plan without advertising.
• Premium Plan: ¥1,100 per month (¥1,000 before tax) if paid monthly, or ¥11,000 per year (¥10,000 before tax) if paid yearly. In addition to all the features of the Basic Plan, you can use AI Input.

AI Input is available only to Businesses on the Premium Plan, up to 100 times per Business per calendar month (Japan time). We may change the features available on each Plan and this number. In that case, Article 20 applies.

Paid Plans are applied for per Business, and the Owner of the Business applies for, changes and cancels them and pays the fees.

Fees are paid by credit card through Stripe or by any other method we designate. Credit card information is handled by Stripe and is not kept by us.

A Paid Plan runs in periods of one month if paid monthly or one year if paid yearly, and renews automatically for a period of the same length on the same conditions unless you cancel it. The fee for each period is paid in advance at the start of that period.

A change from the Basic Plan to the Premium Plan takes effect immediately, and the difference in fees is settled by the method we specify. A change from the Premium Plan to the Basic Plan takes effect from the next period, and you can use the Premium Plan until the end of the period already paid for.

You can cancel a Paid Plan at any time. Cancellation takes effect at the end of the period already paid for, and you can use the Paid Plan until that day.

Fees already paid are not refunded, even if you cancel partway through a period, including a yearly period, except as otherwise provided by law or by these Terms.

If we change the fees, we will post the new fees and the date from which they apply on the Website or in the Service, or notify you by e-mail, at least 30 days before that date. The new fees apply from the first period that starts on or after that date.

If the consumption tax rate changes or other tax rules are revised, we may revise the fees accordingly. In that case we will give notice in the same way as in the preceding paragraph.

If payment cannot be confirmed, we may stop providing the Paid Plan to the Business concerned.

When cancellation of a Paid Plan takes effect, or when we stop providing a Paid Plan under the preceding paragraph, the Business moves to the Free Plan. In that case, the Business's data is not deleted, and it can continue to use it within the scope of the Free Plan.

Article 6 (Advertising)

For Businesses on the Free Plan, the screens of the Service that Members use after signing in have one space for advertising, which is always marked “PR”. No advertising is shown on Documents, their PDFs, printed Documents or the page a Client opens from a share link.

The advertising space may show our own notices, such as information on the Basic Plan, and introductions to services of partners such as accounting software providers and banks. An introduction to a partner's service leads to a page of ours on the Website, which may carry links to the partner's services (including affiliate links). We may receive commissions from partners or from affiliate service providers for applications and the like made through those links.

We do not provide account information or User Data to advertisers or partners. Information related to advertising is handled as set out in the Privacy Policy.

Contracts for the use of a partner's services are formed between you and the partner. We are not responsible for partners' services, except where attributable to us.

Article 7 (User Data)

Rights in User Data belong to you or the rightful holder and are not transferred to us by your use of the Service.

You grant us, free of charge, permission to store, copy, display, convert into PDF and other formats, transmit and otherwise use User Data to the extent necessary to provide the Service (including maintenance, handling failures, preventing misuse and answering inquiries). This permission ends when the User Data is deleted from the Service.

We will not use User Data or disclose it to third parties, except within the scope of the preceding paragraph, as required by law, or as set out in the Privacy Policy.

Where User Data includes personal information, we handle it as personal information whose handling you have entrusted to us, in accordance with this Article, and manage it securely in accordance with the Privacy Policy. You agree that we may entrust the handling of User Data to the external providers listed in the Privacy Policy, including providers located outside Japan. When you use AI Input, the pasted text is sent to Anthropic, PBC (United States) to be read.

You are responsible for having the rights needed to enter User Data into the Service and send it, and for having obtained any personal information in User Data in accordance with the Act on the Protection of Personal Information and other laws, including giving notice, making publications, obtaining consent and completing any other procedure the law requires.

You must not enter into the Service any Individual Number (My Number) under the Act on the Use of Numbers to Identify a Specific Individual in Administrative Procedures.

Article 8 (Intellectual property)

Intellectual property rights in the Service, including its programs, screen layouts and document designs, belong to us or the rightful holders.

You may freely use the Documents you create with the Service for your own transactions.

Article 9 (Issuing Documents and share links)

The Service provides features for you to issue Documents and to give issued Documents to Clients in any of the following ways:

• by downloading the Document's PDF;
• by printing the Document; or
• by your giving the Client a share link for viewing the Document.

You decide, at your own responsibility, the content of each Document, how it is given to Clients and when.

Anyone who knows the URL of a share link can, without signing in, view the most recently issued version of the Document and download its PDF. You must manage share links appropriately, for example by giving them only to the Client and revoking links that are no longer needed.

We record each download of a Document's PDF, each print and each copy of a share link, and when a share link is first opened by someone who is not a Member of the Business, and show these to the Business's Members.

When a Document is issued, it is given a number on its first issue, and its content and PDF at that moment are saved as a version that you can check later. When you change an issued Document and issue it again, a new version is saved.

Article 10 (Tax and legal matters)

The Service helps with the format and calculations of Documents, such as the items required on qualified invoices, consumption tax for each rate, withholding tax and yen conversions of foreign-currency amounts. It does not provide tax, accounting or legal advice.

You are responsible for checking that the contents of Documents are accurate and that the creation, delivery and retention of Documents comply with the Consumption Tax Act, the Income Tax Act, the Corporation Tax Act, the Electronic Books Maintenance Act (電子帳簿保存法) and other laws. Please consult a licensed tax accountant (税理士) or other professional where necessary.

Information that the Service obtains from outside sources and displays (such as addresses for postal codes and exchange rates) is provided for reference. You must check it before putting it on a Document.

You are responsible for keeping the documents and data that the law requires you to retain. Data stored in the Service may be deleted when you leave the Service, when a Business is deleted, when the Service ends or in other cases, so you must keep the data you need yourself, for example with the PDF and CSV export features.

Article 11 (Prohibited acts)

When using the Service, you must not do any of the following:

1. anything that violates laws or public order and morals;
2. anything connected with criminal acts;
3. creating or issuing invoices for transactions that did not take place, or any other Documents whose contents are untrue;
4. impersonating another person, or creating or issuing Documents using another person's name, registration number, logo, seal or the like without authority;
5. using the Service for fraud, tax evasion, money laundering or any other improper purpose;
6. infringing the intellectual property rights, privacy, reputation, credit or other rights or interests of us, other Users or third parties;
7. placing an excessive load on the Service's servers or network, or doing anything else that interferes, or may interfere, with the operation of the Service;
8. accessing, or attempting to access, another User's account or information without authorization;
9. without our permission, attacking the Service to look for vulnerabilities or running load tests or other tests against it, or disassembling, decompiling or reverse engineering the Service;
10. using the Service by methods other than those we allow (such as mass access by automated programs);
11. without our permission, reselling, lending or otherwise providing the Service to third parties;
12. providing benefits, directly or indirectly, to anti-social forces;
13. encouraging or facilitating any of the acts above; or
14. anything else that we reasonably judge to be inappropriate.

Article 12 (Suspension of use)

We may, without prior notice or demand, suspend all or part of the use of a User's account or of the related Businesses, or terminate the Agreement, if any of the following applies to the User:

1. the User breaches any provision of these Terms;
2. the User's registration details are found to be false;
3. the User fails to pay fees;
4. the User is found to be, or to have a relationship with, an anti-social force;
5. the User does not respond to our communications for a considerable period; or
6. we otherwise reasonably judge that the User should not continue to use the Service.

If we judge that a Document may be used for fraud or another improper purpose, or may infringe the rights of a third party, we may take the measures needed to prevent harm, such as disabling its share link.

We are not liable for damage caused to a User by measures under this Article, except where we acted intentionally or with gross negligence.

Article 13 (Leaving the Service)

You may leave the Service and end the Agreement at any time by notifying us by the method we specify. At present we accept such requests by e-mail to info@blueblue.jp.

If the Owner of a Business that has other Members leaves, the Owner must, together with the request to leave, ask us either to hand the Owner role to another Member or to delete the Business.

If you leave partway through a Paid Plan period, fees already paid are not refunded.

We will delete the account information of a User within 90 days of the day we receive the User's request to leave. When the Owner of a Business asks us to delete the Business, we will likewise delete that Business's data (Documents, Clients, files and so on) within the same period. However, we may keep information that must be kept by law, and records needed to deal with misuse and similar matters, for as long as necessary. Data contained in backups is deleted after the set retention period.

Before asking to leave or to delete a Business, you must export and keep any data you need.

Article 14 (Changes, interruption and end of the Service)

We may change the content of the Service and add or remove features. Before making a change that significantly affects Users, we will announce it on the Website or in the Service, allowing a reasonable period.

We may temporarily interrupt all or part of the Service without notifying Users in advance in any of the following cases:

1. maintenance, inspection or updates of the Service (when these can be planned, we will announce them in advance where possible);
2. an outage or failure of an external provider's service that the Service uses;
3. fire, power failure, natural disaster, epidemic or other force majeure that makes it difficult to provide the Service;
4. when necessary to respond to unauthorized access or the like; or
5. any other case in which we reasonably judge an interruption to be necessary.

We may end the Service altogether. In that case, we will notify Users on the Website, in the Service or by e-mail at least 90 days before the end date and give Users time to export their data, unless there is an unavoidable reason.

If the Service ends under the preceding paragraph while a Paid Plan period runs beyond the end date, we will refund the fee for the period from the day after the end date, calculated by the day.

We are not liable for damage caused to Users by measures under this Article, except where we acted intentionally or with gross negligence.

Article 15 (Scope of warranty)

We do not warrant that the Service will suit your particular purposes, that it will have the features, accuracy or usefulness you expect, or that it will be free of defects. If we become aware of a defect in the Service, we will make reasonable efforts to fix it.

The results of the Service's calculations (consumption tax, withholding tax, yen conversions of foreign-currency amounts and so on) are based on the information and settings you enter. You must check each Document before issuing it. The results of AI Input may be incomplete or wrong. You must check them before entering them in a Document or saving them as a Client or item.

We are not involved in, and are not responsible for, transactions, communications or disputes between you and Clients or other third parties, except where these are attributable to us.

We are not responsible for the content, suspension or changes of services provided by external providers (such as signing in with a Google account), except where attributable to us.

Article 16 (Limitation of liability)

We are not liable for damage caused to you in connection with the Service, except where we acted intentionally or with gross negligence.

The preceding paragraph, and the provisions of Articles 12 and 14 stating that we are not liable, do not apply if the Agreement is a consumer contract as defined in Article 2, paragraph 3 of the Consumer Contract Act.

In the case in the preceding paragraph, and in any other case where we are liable for damage, the damage for which we are liable is limited to ordinary and direct damage actually incurred by you, and does not include lost profits, other damage arising from special circumstances, or indirect damage, except where we acted intentionally or with gross negligence.

In the case in the preceding paragraph, our liability is limited to the total fees for the Service that you paid us for the Business concerned during the 12 months before the day on which the event causing the damage occurred. This limit does not apply where we acted intentionally or with gross negligence, or where the Agreement is a consumer contract.

Article 17 (Confidentiality)

We treat as confidential User Data and other non-public information about Users that we learn in providing the Service, and we will not disclose it to third parties except as set out in these Terms or the Privacy Policy, as required by law, or with the User's consent.

Our staff access User Data only when necessary to provide the Service, such as to investigate failures or answer inquiries, and only to the extent necessary.

You must not disclose to third parties, without our prior consent, any non-public information about the Service that we disclose to you.

This Article remains in effect after the Agreement ends.

Article 18 (Exclusion of anti-social forces)

You represent and warrant that you (including, for a company or other organization, its officers and anyone substantially involved in its management) do not, and will not in the future, fall under any of the following:

1. an organized crime group (暴力団), a member of one, a person for whom five years have not passed since ceasing to be a member, a quasi-member, a company related to an organized crime group, a corporate racketeer (総会屋) or the like, a group engaging in crime under the pretext of social or political movements, a specialized intellectual crime group, or any person equivalent to these (together, “anti-social forces”);
2. a person in a relationship in which anti-social forces are recognized as controlling, or being substantially involved in, its management; or
3. a person in a socially reprehensible relationship with anti-social forces, such as making use of them or providing them with funds or other benefits.

You undertake not to engage, yourself or through third parties, in violent demands, unreasonable demands beyond legal responsibility, threatening behavior or violence in connection with transactions, damaging our credit or obstructing our business by spreading rumors or by fraud or force, or any similar acts.

If you breach either of the preceding two paragraphs, we may terminate the Agreement without any demand. In that case, we are not liable for any damage the termination causes you.

Article 19 (Assignment)

You may not assign, pledge as security or otherwise dispose of your position under the Agreement or any rights or obligations under these Terms to a third party without our prior consent.

If we have a third party take over the operation of the Service through a business transfer, merger, company split or otherwise, we may transfer our position under the Agreement, our rights and obligations under these Terms, and User Data to that third party, and you agree to this in advance.

Article 20 (Changes to these Terms)

We may change these Terms under Article 548-4 of the Civil Code in either of the following cases:

1. the change conforms to the general interests of Users; or
2. the change does not conflict with the purpose of the Agreement and is reasonable in light of the need for the change, the appropriateness of the changed content and other circumstances relating to the change.

When we change these Terms, we will set the date on which the changed Terms take effect and, before that date, announce on the Website or in the Service that the Terms will change, the content of the changed Terms and the effective date. For changes that are disadvantageous to Users, we will make this announcement at least 30 days before the effective date.

Article 21 (Notices and communication)

We give notices to Users by displaying them in the Service, by sending them to the e-mail address the User has registered, or by any other method we consider appropriate. An e-mail notice is deemed to have reached the User when it would normally have arrived.

Users contact us by e-mail to info@blueblue.jp or by any other method we specify.

Article 22 (Severability)

Even if any provision of these Terms, or any part of one, is held invalid or unenforceable under the Consumer Contract Act or other laws, the remaining provisions, and the remaining part of any provision held partly invalid or unenforceable, continue in effect.

Article 23 (Original text)

The Japanese text of these Terms is the original. If a translation of these Terms differs from the Japanese text, the Japanese text prevails.

Article 24 (Governing law and jurisdiction)

These Terms and the Agreement are governed by and interpreted in accordance with the laws of Japan.

Any dispute between us and a User concerning the Service or these Terms is subject to the exclusive jurisdiction of the Yokohama District Court as the court of first instance.